Lumentum Holdings Inc.

11/24/2025 | Press release | Distributed by Public on 11/24/2025 15:11

Proxy Results, Management Change/Compensation (Form 8-K)

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As indicated below, on November 19, 2025, the stockholders of Lumentum Holdings Inc. (the "Company") approved the 2025 Equity Incentive Plan (the "2025 Plan"), including the reservation of shares of the Company's common stock for issuance thereunder.
The Company's board of directors previously approved the 2025 Plan subject to stockholder approval. A detailed summary of the 2025 Plan is set forth in the Company's proxy statement for its 2025 Annual Meeting of Stockholders (the "2025 Annual Meeting") filed with the Securities and Exchange Commission on October 7, 2025 (the "2025 Proxy Statement"). A copy of the 2025 Plan is filed herewith as Exhibit 10.1.
Item 5.07. Submission of Matters to a Vote of Security Holders
On November 19, 2025, the Company held the 2025 Annual Meeting. There were 70,912,590 shares issued, outstanding and entitled to vote at the meeting as of the record date of September 25, 2025, of which 61,863,720 shares were represented at the meeting, constituting 87.24%% of the outstanding shares entitled to vote. The proposals considered at the meeting are described in detail in the 2025 Proxy Statement. The proposals voted upon at the meeting and the vote with respect to each such matter are set forth below:
(i) Election of Directors:
Name
For:
Against:
Abstentions:
Broker Non-Votes:
Pamela F. Fletcher
55,121,024
290,936
178,421
6,273,339
Isaac H. Harris
54,966,711
525,570
98,100
6,273,339
Penelope A. Herscher
53,534,149
1,958,149
98,083
6,273,339
Michael E. Hurlston
54,685,773
806,675
97,933
6,273,339
Julia S. Johnson
53,005,061
2,488,126
97,194
6,273,339
Brian J. Lillie
54,871,053
621,065
98,263
6,273,339
Paul R. Lundstrom
55,453,577
38,724
98,080
6,273,339
Ian S. Small
54,646,971
844,641
98,769
6,273,339
(ii) To approve, on a non-binding advisory basis, the compensation of the Company's named executive officers:
For:
Against:
Abstentions:
Broker Non-Votes:
49,092,285
6,133,562
364,534
6,273,339
(iv) To approve the 2025 Equity Incentive Plan:
For:
Against:
Abstentions:
Broker Non-Votes:
45,653,375
9,596,444
340,562
6,273,339
(v) To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending June 27, 2026:
For:
Against:
Abstentions:
61,391,629
213,806
258,285
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